Authority.  An Executive Committee of the Board of Directors shall, consistent with the policies established by the Board, perform the duties of the Board between meetings of the Board. Neither the Executive Committee nor any other Committee shall have overlapping or superior authority to the Board of Directors. Each member of the Executive Committee and officer shall discharge their duties: (i) in good faith; (ii) with the care an ordinarily prudent individual in a like position would exercise under similar circumstances; and (iii) in a manner the member of the Executive Committee or officer reasonably believes to be in the best interests of the corporation.  

In a National Health Crisis or State of Emergency declared by the Federal Government, upon a resolution passed by two-thirds of the Executive Committee, the Executive Committee is authorized to do the following:
(a)May suspend any in person requirements for a board meeting; and
(b)If Subsection 5.1.1(a) is invoked by the Executive Committee and elections of any kind are to be held by the Board of Directors, the Executive Committee shall publish at least ten (10) days prior to the meeting specific election guidelines and protocols; and
(c)If Subsection 5.1.1(a) is invoked, USA Wrestling shall assure that all board members can attend electronically, if the board member so chooses; and
(d)If Subsection 5.1.1(a) is invoked, USA Wrestling shall still accommodate the in person attendance of any board member if the board member so chooses to attend in person; and
(e)If Subsection 5.1.1 is invoked, USA Wrestling shall immediately publish on the organization’s website notice of the board meeting to be conducted electronically; and
(f)If Subsection 5.1.1 is invoked, all efforts shall be made to allow live streamed attendance of the USA Wrestling General Membership; and
(g)If Subsection 5.1.1 is invoked, any member in good standing wishing to speak to the Board of Directors shall seek permission, at least five (5) days in advance of the scheduled Board of Directors meeting, from either the President or Executive Director of USA Wrestling. If permission is denied, then a member in good standing of USA Wrestling may enter a written statement into the Minutes of the USA Wrestling Board of Directors Meeting.

If Subsection 5.1.1 is invoked and the same impacts the Olympic Games and/or Senior World Championships, then the President of USA Wrestling shall choose from the following as it relates to the four (4) Sport Committee Chairpersons
(a)Extend any term of a Sport Chairperson to be a non-voting member of the Sport Committee.
(b)The approved appointment by the President shall become effective immediately and shall be placed on the next agenda by the Board of Directors for consideration.

Composition.  The Executive Committee shall consist of fifteen (15) individuals, namely:
(a)Officers of the corporation: the President, First Vice-President, Second Vice-President, Secretary and Treasurer;
(b)Five (5) athletes from the AAC,  to constitute a minimum of 33.33% of the Executive Committee; should an athlete representative from the AAC be elected to an officer position, that individual shall be considered as one of the five (5) athletes to constitute 33.33% of the Executive Committee;
(c)Two (2) members from the Junior Olympic Wrestling Committee (JOWC), elected from the Board by the members of the JOWC;
(d)The Chairperson of the National Council of State Chairpersons;
(e)One (1) At-Large from the Board of Directors; and
(f)The United States representative on the UWW Bureau, serving in an ex officio capacity.

The Immediate Past President, if any, shall be a voting member of the Executive Committee.

Meetings. Meetings of the Executive Committee shall be held at least once a quarter, on call by the President, or at the request of one-third of the members of the Committee. Meetings shall be held at such time and at such location as specified in the notice of the meeting. Notice of a meeting of the Committee shall be sent to each member thereof in writing by the Executive Director, by mail, email, or facsimile transmission, at least seven (7) days in advance of such meeting.

Meetings by Conference Telephone Call / Video Conference.  The Executive Committee may, in lieu of taking action at a meeting, act by conference telephone call or other electronic means, as long as at least two-thirds of the members of the Committee in fact participate therein. Notice of the meeting shall be caused to be given by the Executive Director or President to each member. If notice is in writing, posting or electronic mail four (4) days before the call is deemed to have fulfilled this requirement. If notice is by telephone or other electronic means, actual contact must be made with each Executive Committee member.

Meetings Minutes.  Minutes of each Executive Committee meeting shall be taken by the Secretary (and/or their designee) and sent to each member of the Executive Committee in a timely manner.  The minutes will make note of the attendees at meetings, motions taken, shall state high-level topics discussed in executive session, if any, and when individuals recuse themselves due to a conflict of interest. The minutes of all meetings of the Executive Committee shall be published on the corporation’s website as soon as they are approved.  Every reasonable effort will be made to publish the minutes within fifteen (15) days of approval by the Executive Committee.

Committee Rules.  The provisions of Sections 4.4, 4.5, and 4.7 shall be applicable to the Executive Committee (provided, however, that for the purposes of applying the provisions of Section 4.4, a quorum of the Executive Committee shall consist of two-thirds of its members).

Personnel.  The Executive Committee shall be responsible for doing an annual evaluation of the Executive Director.  The Executive Director will review evaluations of key USA Wrestling staff with the President.

Attendance.  Executive Committee members shall be expected to attend all regularly scheduled Executive Committee meetings.  Executive Committee members shall be required to attend no less than sixty percent (60%) of all regularly scheduled meetings

Resignation and Removal.  Executive Committee members are subject to the process set forth in Section 7.5 for resignation, removal.

Vacancies. Except for those positions filled by virtue of requirements set forth in these bylaws, any vacancy occurring in the Executive Committee shall be filled by a current member of the Board through a special election by the Board. The newly elected member shall be in the position for the remainder of the term. The special election, when possible, will take place during the Executive Committee At-Large election or at the next full Board meeting.